Eezy Oyj · OMXHEX:EEZY
Eezy Oyj — VMP — Merger or Acquisition (July 2019)
17 slides from Eezy Oyj's merger presentation, Jul 5, 2019
Slide 1: The Combination of VMP and Smile
The Combination of VMP and Smile July 5, 2019
Slide 2: Agenda and presenters
Liisa Harjula Agenda and presenters Chairman of the Board, VMP 1. Introduction and rationale for the Timo Laine Combination Chairman of the Board, NoHo Partners 2. Combination from NoHo’s point of view 3. Q&A Juha Pesola CEO, VMP Sami Asikainen CEO, Smile 2
Slide 3: Summary of the Transaction
Summary of the Transaction • VMP has signed a share purchase agreement with NoHo Partners and the other owners of Smile in which they agreed to combine the operations of VMP and Smile as share consideration • The Transaction will be executed as a share exchange, in which Smile’s shareholders will re
Slide 4: The combined company is the front-runner in the HR services industry
The combined company is the front-runner in the HR services industry Companies’ key information and the combined company’s business location network • The Transaction brings together two Recruitment and industry leading HR services companies, HR service offering Staffing organisational Self employme
Slide 5: The new company has a comprehensive service offering
The new company has a comprehensive service offering Distribution of revenue Distribution of revenue Distribution of revenue 2018 2018 18% 37% 3% 56% 7% 78% 100% Staffing Staffing Staffing Recruitment and organisational development Recruitment and organisational development Self employment Self empl
Slide 6: The company serves customers in various different industries
The company serves customers in various different industries Distribution of chain-wide staffing Distribution of revenue Distribution of chain-wide staffing revenue 2018 2018 revenue 16% 2% 11% 19% 24% 31% 12% 19% 66% 46% 54% HoReCa HoReCa HoReCa Industry, construction and logistics Industry, constr
Slide 7: Key success factors of the combined company
Key success factors of the combined company The Transaction brings together two industry leading HR services companies, creating a significant player with a stronger market position and 1 increased competitiveness The combined company has a nationwide network in Finland through its own group compani
Slide 8: Sources of synergies
Sources of synergies • Providing comprehensive service offering for a larger clientele Operative strategic • Utilising the combined pool of staffed employees in filling vacancies synergies • Utilising both companies’ know-how, resources and data in developing new services • Combining organisations C
Slide 9: Illustrative combined income statement information (FAS)
Illustrative combined income statement information (FAS) FAS 1-3/2019 1-12/2018 EURm Combined VMP Smile Combined VMP Smile Revenue 68.9 38.2 30.7 253.5 124.9 128.6 Adjusted EBITDA 5.0 2.6 2.5 21.8 10.2 11.5 Adjusted EBITDA-% 7.3 % 6.7 % 8.0 % 8.6 % 8.2 % 9.0 % Adjusted EBITA 4.7 2.3 2.4 20.6 9.2 11.
Slide 10: Shareholder structure after the Transaction
Shareholder structure after the Transaction Shareholder Number of shares % of shares 1. NoHo Partners Oyj 7,520,910 30.27 • Shareholder structure after the 2. Sentica Buyout V Ky 5,523,072 22.23 Transaction has been calculated 3. Meissa-Capital Oy 2,852,307 11.48 using the latest information 4. Etel
Slide 11: Timetable (estimated)
Timetable (estimated) August 2019 The EGM of VMP Q3 2019 The Transaction is expected to be completed In the autumn 2019, after the The combined company releases more information on its strategy and integration completion of the Transaction plan 11
Slide 12: Timo Laine
Timo Laine Chairman of the Board, NoHo Partners 12
Slide 13: Significant strategic step
Significant strategic step • NoHo Partners has been part of building Smile’s exceptional growth story since 2014 • Revenue under 7 MEUR in 2014 revenue over 128 MEUR in 2018 (FAS) • Incredible opportunity for the next step in the HR services business • The combined company’s stronger market positi
Slide 14: NoHo Partners focuses on developing the restaurant service business
NoHo Partners focuses on developing the restaurant service business • Restaurant service business has favourable growth prospects • Stronger focus on developing, growing and improving the profitability of the business, both in Finland and abroad • As the company's largest owner, NoHo Partners is pos
Slide 15: Questions?
Questions?
Slide 16: Thank you!
Thank you! VMP Oyj Smile Henkilöstöpalvelut Oyj Juha Pesola, CEO Sami Asikainen, CEO juha.pesola@vmp.fi sami.asikainen@smilepalvelut.fi tel. +358 (0)40 307 5105 tel. +358 (0)40 700 9915 Hannu Nyman, CFO Jarno Vilponen, CFO hannu.nyman@vmp.fi jarno.vilponen@smilepalvelut.fi tel. +358 (0)50 306 9913 t
Slide 17: Disclaimer
Disclaimer IMPORTANT INFORMATION This presentation relates to the exchange offer by VMP to the shareholders of Smile to exchange all of the shares and convertible securities issued by Smile for new shares of VMP. This presentation is for informational purposes only and does not constitute an offer t